S&P Global (SPGI) 8-K Submission of Matters to a Vote of Security Holders

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 or 15(d) of the

Securities Exchange Act of 1934

Date of Report (Date of Earliest Event Reported): April 25, 2012

THE MCGRAW-HILL COMPANIES, INC.

(Exact Name of Registrant as Specified in its Charter)

New York	1-1023	13-1026995
(State or Other Jurisdiction of Incorporation)	(Commission File Number)	(I.R.S. Employer Identification No.)
1221 Avenue of the Americas, New York, New York		10020
(Address of Principal Executive Offices)		(Zip Code)

(212) 512-2000

(Registrant’s telephone number, including area code)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

¨ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

¨ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

¨ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

¨ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Item 5.07 Submission of Matters to a Vote of Security Holders.

The McGraw-Hill Companies, Inc. (the “Company”) held its annual meeting of shareholders on April 25, 2012. The following is a summary of the voting results for each matter presented to shareholders at the Annual Meeting.

Proposal 1: Election of Directors

The Company’s shareholders elected the persons nominated as Directors of the Company as set forth below:

Nominees	For		Against		Abstain		Broker Non-Votes
Pedro Aspe		224,862,329		5,868,883		294,836		14,730,962
Sir Winfried Bischoff		225,902,092		4,806,987		317,059		14,730,962
William D. Green		229,572,337		1,153,210		300,501		14,730,962
Linda Koch Lorimer		225,262,889		5,487,147		276,012		14,730,962
Harold McGraw III		222,070,345		8,683,032		272,671		14,730,962
Robert P. McGraw		227,448,218		3,290,145		287,685		14,730,962
Hilda Ochoa-Brillembourg		228,364,490		2,290,281		371,277		14,730,962
Sir Michael Rake		229,015,265		1,602,962		407,822		14,730,962
Edward B. Rust Jr.		216,923,557		13,731,917		370,575		14,730,962
Kurt L. Schmoke		228,792,470		1,866,458		367,121		14,730,962
Sidney Taurel		225,926,668		4,723,385		375,995		14,730,962
Richard E. Thornburgh		227,016,180		3,639,792		370,076		14,730,962

Proposal 2: Vote to approve, on an advisory basis, the executive compensation program for the Company’s named executive officers:

For	Against	Abstain	Broker Non-Votes
224,228,464	5,512,563	1,285,022	14,730,962

Proposal 3: Vote to ratify the appointment of Ernst & Young LLP as the Company’s independent Registered Public Accounting Firm for 2012:

For	Against	Abstain	Broker Non-Votes
241,925,952	2,897,578	933,480	0

Proposal 4: Shareholder proposal requesting shareholder action by written consent:

For	Against	Abstain	Broker Non-Votes
108,842,359	121,410,328	773,361	14,730,962

Signatures

Pursuant to the requirements of the Securities Exchange Act of 1934, the Company has duly caused this Form 8-K Report to be signed on its behalf by the undersigned hereunto duly authorized.

THE McGRAW-HILL COMPANIES, INC.

	By:	/s/ Kenneth Vittor
		Kenneth Vittor
		Executive Vice President and General Counsel
Dated: April 27, 2012